Federal Reserve Release

H.2

Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications and Reports Received

No. 37 Week Ending September 13, 2003

Board of Governors of the Federal Reserve System, Washington, DC 20551

H.2 Board Actions

September 7, 2003 to September 13, 2003

Board Operations
Office of Board Members -- promotions of Michelle A. Smith to Director, Office of Board Members and Winthrop P. Hambley to Assistant to the Board and Director of the Congressional Liaison Office and appointment of Laricke D. Blanchard as Special Assistant to the Board. - Approved, September 5, 2003 (AC)

(AC) = Addition or Correction

Board - Page 1 of 1

H.2 Actions under delegated authority
BS&R C&CA FOMC Banking Supervision and Regulation Consumer and Community Affairs Federal Open Market Committee RBOPS IF OSDM

September 7, 2003 to September 13, 2003
Reserve Bank Operations and Payment Systems International Finance Office of Staff Director for Management

Bank Branches, Domestic
Kansas City Bank of Nichols Hills, Oklahoma City, Oklahoma -- to establish a branch at 610 South Kelly, Edmond. - Approved, September 12, 2003 Chicago The Farmers and Mechanics Bank, Galesburg, Illinois -- to establish a branch at 1202 North Henderson Street. - Approved, September 9, 2003 New York Peapack-Gladstone Bank, Gladstone, New Jersey -- to establish branches at 223 South Street, Morristown, and the intersection of Routes 517 and 523, Tewksbury. - Approved, September 11, 2003 Secretary RBC Centura Bank, Rocky Mount, North Carolina -- to establish a branch at 101 Northeast Third Avenue, Suite 100, Ft. Lauderdale, Florida. - Approved, September 12, 2003 Atlanta SouthTrust Bank, Birmingham, Alabama -- to establish a branch at 9811 Brook Road, Glen Allen, Virginia. - Approved, September 11, 2003 Boston Union Trust Company, Ellsworth, Maine -- to establish a branch at 75 Elm Street, Camden. - Approved, September 8, 2003

(AC) = Addition or Correction

Delegated - Page 1 of 6

H.2 Actions under delegated authority

September 7, 2003 to September 13, 2003

Bank Holding Companies
Chicago Cincinnati Bancgroup, Inc., Mason, Ohio -- to become a bank holding company through the acquisition of Bank of Kenney, Kenney, Illinois. - Withdrawn, September 11, 2003 Boston Community Guaranty Corporation, Plymouth, New Hampshire -- to become a bank holding company through the acquisition of Community Guaranty Savings Bank. - Approved, September 12, 2003 Philadelphia East Penn Financial Corporation, Emmaus, Pennsylvania -- to acquire shares of Berkshire Bank, Wyomissing. - Approved, September 8, 2003 Minneapolis Farmers & Merchants Financial Services, Inc., St. Paul, Minnesota -- to merge with Eau Claire Financial Services, Inc. and thereby acquire American Bank, Eau Claire, Wisconsin; and American Bank, Lake City, Minnesota; and acquire Lake City Agency, Inc. and thereby engage in general insurance agency activities in a town with a population of less than 5,000. - Approved, September 9, 2003 Dallas Myers Bancshares, Inc., Fort Worth, Texas; and Myers Intermediate Bancshares, Inc., Dover, Delaware -- to become bank holding companies through the acquisition of Woodhaven National Bank. - Approved, September 11, 2003 Richmond New Century Bancorp, Inc., Dunn, North Carolina -- to become a bank holding company through the acquisition of New Century Bank. - Approved, September 11, 2003

(AC) = Addition or Correction

Delegated - Page 2 of 6

H.2 Actions under delegated authority

September 7, 2003 to September 13, 2003

Bank Holding Companies
Chicago New City Bancorp, Inc., Chicago, Illinois -- to become a bank holding company through the acquisition of New City Bank, a de novo bank. - Approved, September 12, 2003 Secretary New York Community Bancorp, Inc., Westbury, New York -- commenter's request for reconsideration of the waiver of the application requirement in connection with the acquisition of Roslyn Bancorp, Inc., Jericho, and thereby the merger of The Roslyn Savings Bank with New York Community Bank. - Denied, September 12, 2003 Dallas North American Bancshares, Inc., Sherman, Texas -- to acquire Pioneer Bankshares, Inc., Fredericksburg, and indirectly acquire Pioneer National Bank. - Approved, September 9, 2003 Chicago Northwest Equity Corp., Buffalo Grove, Illinois -- to become a bank holding company through the acquisition of 1st Equity Bank Northwest, a de novo bank. - Approved, September 8, 2003 Minneapolis Quality Bankshares, Inc., Fingal, North Dakota -- to acquire Page Bank Holding Company, Page, and thereby acquire Page State Bank. - Approved, September 9, 2003 San Francisco Rainier Pacific Financial Group, Inc., Fife, Washington -- to become a bank holding company through the acquisition of Rainier Pacific Savings Bank. - Approved, September 9, 2003 Dallas Rio Financial Services, Inc., McAllen, Texas, and Rio Delaware Corporation, Wilmington, Delaware -- to become bank holding companies through the acquisition of Rio Bank, McAllen. - Approved, September 12, 2003
(AC) = Addition or Correction Delegated - Page 3 of 6

H.2 Actions under delegated authority

September 7, 2003 to September 13, 2003

Bank Holding Companies
Chicago Wintrust Financial Corporation, Lake Forest, Illinois -- to acquire Advantage National Bancorp, Inc., Elk Grove Village, and thereby acquire Advantage National Bank. - Approved, September 11, 2003

Bank Mergers
Secretary RBC Centura Bank, Rocky Mount, North Carolina -- to purchase certain assets and assume certain liabilities of thirteen Florida branches of The Provident Bank, Cincinnati, Ohio, and to operate branches at the existing locations. - Approved, September 12, 2003

Change In Bank Control
St. Louis First Arkansas Bancshares, Inc., Jacksonville, Arkansas -- notices of change in bank control and retention of shares. - Permitted, September 12, 2003

Competitive Factors Reports
Chicago Bank of Kenney, Kenney, Illinois -- report on competitive factors of the proposed merger with BK Acquisition Bank, an interim bank. - Withdrawn, September 11, 2003 Atlanta BankTrust, Mobile, Alabama -- report on competitive factors of the proposed merger with BankTrust of Brewton, Brewton. - Submitted, September 10, 2003 New York Beacon Federal, East Syracuse, New York -- report on competitive factors of the proposed mergers of Beacon Interim Savings Bank I and Beacon Savings Bank II in connection with the proposed reorganization of Beacon Federal from a savings and loan association into a mutual holding company. - Submitted, September 11, 2003

(AC) = Addition or Correction

Delegated - Page 4 of 6

H.2 Actions under delegated authority

September 7, 2003 to September 13, 2003

Competitive Factors Reports
New York Community Bank, National Association, Canton, New York -- report on competitive factors of the proposed acquisition of Grange National Bank, Laceyville, Pennsylvania. - Submitted, September 9, 2003 Atlanta Community Capital Bancshares, Inc., Albany, Georgia -- report on competitive factors of the proposed acquisition of First Bank of Dothan, Inc., Dothan, through the merger of First Bank of Dothan with Community Capital Bancshares' subsidiary, Community Capital Interim Bank. - Submitted, September 10, 2003 Chicago Community Central Bank, Mount Clemens, Michigan -- report on competitive factors of the proposed merger with North Oakland Community Bank, Rochester Hills. - Submitted, September 11, 2003 Minneapolis The Fingal State Bank, Fingal, North Dakota -- report on competitive factors of the proposed merger with Page State Bank, Page. - Submitted, September 9, 2003 Chicago Mid America Bank, FSB, Clarendon Hills, Illinois -- report on competitive factors of the proposed acquisition of certain deposit liabilities of Second Federal Savings and Loan Association of Chicago, Chicago. - Submitted, September 11, 2003 Chicago Northstar Bank, Estherville, Iowa -- report on competitive factors of the proposed acquisition of the Armstrong branch of Bank Plus, Estherville. - Submitted, September 11, 2003 Dallas Prosperity Bank, El Campo, Texas -- report on competitive factors of the proposed merger with MainBank, National Association, Dallas. - Submitted, September 11, 2003
(AC) = Addition or Correction Delegated - Page 5 of 6

H.2 Actions under delegated authority

September 7, 2003 to September 13, 2003

Competitive Factors Reports
San Francisco Valley Commerce Bank, Phoenix, Arizona -- report on competitive factors of the proposed acquisition of Valley Commerce Merger Corporation. - Submitted, September 8, 2003

Extensions Of Time
Dallas A.N.B. Holding Company, Ltd. Terrell, Texas -- extension to December 13, 2003, to acquire shares of The ANB Corporation and its subsidiaries, The ANB Delaware Corporation and American National Bank. - Granted, September 11, 2003 Cleveland North Side Deposit Bank & Trust Company, Cincinnati, Ohio -- extension to December 11, 2003, to establish a branch at 11628 Springfield Pike, Springdale. - Granted, September 11, 2003

Membership
Richmond The Community Bank of Virginia, Midlothian, Virginia -- to become a member of the Federal Reserve System. - Approved, September 12, 2003

Regulations And Policies
Director, C&CA Regulation B -- technical amendment to update the model application form "Uniform Residential Loan Application" in Appendix B of the regulation. - Approved, September 5, 2003 (AC)

(AC) = Addition or Correction

Delegated - Page 6 of 6

District 1 Federal Reserve Bank of Boston
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type None Application Ending date of comment period

Section II – Applications subject to both newspaper and Federal Register notice Type None Application Ending date of comment period

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type None Application

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 2 Federal Reserve Bank of New York
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type FBSEA Application Bank Hapoalim, B.M., Tel Aviv, Israel to upgrade its Miami, Florida agency to a branch. Ending date of comment period Newspaper – 10/08/2003

Section II – Applications subject to both newspaper and Federal Register notice Type None Application Ending date of comment period

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type None Application

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 3 Federal Reserve Bank of Philadelphia
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type 18C Application Ending date of comment period Newspaper – 10/10/2003

Pennsylvania State Bank, Camp Hill, PA, to merge with Market Street Interim Bank, Camp Hill, PA

Section II – Applications subject to both newspaper and Federal Register notice Type 3(a)(1) Application Ending date of comment period Newspaper – 10/10/2003 Fed Reg – N/Avail

The Pennsylvania State Banking Company, Camp Hill, PA, will form a Bank Holding Company by acquiring, Pennsylvania State Bank, Camp Hill, PA

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type None Application

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 4 Federal Reserve Bank of Cleveland
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type Branch Application Applications by Fifth Third Bank, Grand Rapids, Michigan, to establish one branch office in Michigan and four branch offices in Illinois. Ending date of comment period Newspaper – N/Avail

Section II – Applications subject to both newspaper and Federal Register notice Type None Application Ending date of comment period

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or ne wspaper notice Type None Application

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations schedule d for Institution None

Quarter of Location

District 5 Federal Reserve Bank of Richmond
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type Branch Branch Application New Peoples Bank, Inc., Honaker, Virginia, to establish a branch at 2975 Lee Highway, Bristol, Virginia.* RBC Centura Bank, Rocky Mount, North Carolina, to establish a branch at 2875 PGA Boulevard, Palm Beach Gardens, Florida.* Ending date of comment period Newspaper – 09/18/2003 Newspaper – 09/19/2003

*Subject to the provisions of the Community Reinvestment Act.

Section II – Applications subject to both newspaper and Federal Register notice Type 3(a)(1) Application Ending date of comment period

Fidelity & Trust Financial Corporation, Chevy Chase, Maryland, Fed Reg – 10/10/2003 to become a bank holding company through the acquisition of Newspaper – 09/29/2003 100% of the voting shares of Fidelity & Trust Bank, Bethesda, Maryland (in organization).*

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type Member Application Fidelity & Trust Bank, Bethesda, Maryland (in organization), for membership in the Federal Reserve System

Section IV – Applications not subject to Federal Register or newspaper notice Type Member 3(a)(1) Application The Community Bank of Virginia, Midlothian, Virginia (in organization), for membership in the Federal Reserve System MVB Financial Corp., Fairmont, West Virginia, to become a bank holding company through the acquisition of 100% of the voting shares of The Monongahela Valley Bank, Inc., Fairmont, West Virginia.

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 6 Federal Reserve Bank of Atlanta
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type Branch Application Cumberland Bank South, Nashville, Tennessee (formerly The Community Bank), to establish a branch located at Lot 2A, Campbell Station, Spring Hill, Tennessee.* Cumberland Bank South, Nashville, Tennessee (formerly The Community Bank), to establish a branch located at 320 Main Street, Franklin, Tennessee.* Regions Bank, Birmingham, Alabama, to establish a branch located at 6029 Luther Lane, Dallas, Texas.* Ending date of comment period Newspaper-09/20/2003

Branch

Newspaper-09/18/2003

Branch

Newspaper-09/26/2003

*Subject to provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice Type CIC Application Ending date of comment period

Community Bancorp of Louisiana, Inc., Raceland, Louisiana, Newspaper-09/24/2003 prior change in control notification filed by Gloria B. Callais and Fed Reg-10/02/2003 Charles Michael Callais of Golden Meadow, Louisiana; Peter W. Callais of Cut Off, Louisiana; Corey J. Callais of Galliano, Louisiana; and Paul A. Callais of Gonzales, Louisiana; to acquire 52.64 percent of the outstanding shares of Community Bancorp of Louisiana, Inc., Raceland, Louisiana, and its subsidiaries, Community Bank, Raceland, Louisiana, and American Bank, Welsh, Louisiana. Total ownership will equal 71.11 percent. Greene County Bancshares, Inc., Greeneville, Tennessee, to merge with Independent Bankshares Corporation, Gallatin, Tennessee, and thereby acquire its subsidiary banks, First Independent Bank, Gallatin, Tennessee and Rutherford Bank & Trust Company, Murfreesboro, Tennessee.* Newspaper-N/Avail Fed Reg-09/26/2003

3(a)(5)

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type 3(a)(1) Application Bancsouth Financial Corporation, Crystal Springs, Mississippi, notice to become a bank holding company by acquiring Bank of the South, Crystal Springs, Mississippi.

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 7 Federal Reserve Bank of Chicago
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type Branch 18C Application Ames Community Bank, Ames,Iowa, to establish a branch facility at 604 N. Highway 69, Huxley, Iowa.* Baylake Bank, Sturgeon Bay, Wisconsin, to acquire the assets and assume the liabilities of the branch office of M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin located at 1334 Ellis Street, Kewaunee, Wisconsin.* Hinsbrook Bank and Trust, Willowbrook, Illinois, to establish a branch facility to be located at 200 Village Drive, Downers Grove, Illinois.* Rolling Hills Bank and Trust, Atlantic, Iowa, to purchase the assets and assume liabilities of the Walnut, Iowa, and Atlantic, Iowa branch offices of American Interstate bank, Manning, Iowa, and thereby to establish branches at 10 West 6th Street, Atlantic, Iowa and at 300 Antique City Drive, Walnut,Iowa.* Ending date of comment period Newspaper – 09/13/2003 Newspaper – N/Avail

Branch

Newspaper – 09/08/2003

18C & Branches

Newspaper – N/Avail

18C & Branches

Southwest Bank of St. Louis, St. Louis, Missouri, to merge with Newspaper – N/Avail Southwest Bank, Belleville, Illinois, and thereby to establish a branch at 2 Carlyle Park Drive, Belleville, Illinois.*

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice Type CIC Application Ending date of comment period

Notice by Alfred H. Peterson, III and Jane E. Peterson, Brighton, Fed Reg – 09/29/2003 Michigan to retain control of 11.24 percent of the outstanding Newspaper – 09/17/2003 shares of FNB Financial Corporation, Three Rivers, Michigan, and thereby indirectly control The First National Bank of Three Rivers, Three Rivers, Michigan.

Section II – Applications subject to both newspaper and Federal Register notice Type CIC Application Notice by Frances E. Powers, Defiance, Iowa, to acquire an additional 49.78 percent and thereby control 52.44 percent of Union Bancorporation, Defiance, Iowa, and thereby indirectly control Defiance State Bank, Defiance, Iowa. Ending date of comment period Fed Reg – 09/22/2003 Newspaper – 09/29/2003

3(a)(3)

Wintrust Financial Corporation, Lake Forest, Illinois, to acquire Fed Reg – 10/09/2003 100 percent of the voting shares of Village Bancorp, Inc., Newspaper – N/Avail Arlington Heights, Illinois, and thereby indirectly acquire Village Bank and Trust of Arlington Heights, Arlington Heights, Illinois.* Notice by Jason Christopher Nicholas, Atlantic, Iowa, to retain control of 19.01 percent of Whitney Corporation of Iowa, Atlantic, Iowa, and thereby indirectly acquire First Whitney Bank and Trust, Atlantic, Iowa. Fed Reg – 09/29/2003 Newspaper – N/Avail

CIC

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type 4(c)(8) Application Dunn Investment Company, Manchester, Iowa, proposes to engage in investment advisory and brokerage services.

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 8 Federal Reserve Bank of St. Louis
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type None Application Ending date of comment period

Section II – Applications subject to both newspaper and Federal Register notice Type CIC Application Ending date of comment period

Notice by Wafik William Malek, Manchester, Missouri, to retain Newspaper – 09/30/2003 control of Gateway Bancshares, Inc., St. Louis, Missouri. Fed Reg – 09/29/2003 (Previously submitted during the week ending September 6, 2003.) Notice by the William L. Wilson Trust and its trustee William Lee Wilson, both of Ava, Illinois, to increase control of Headquarters Hold ing Company, Ava, Illinois. (Previously submitted during the week ending September 6, 2003.) Home Bancshares, Inc., Conway, Arkansas, and its subsidiary TCBancorp, Inc., North Little Rock, Arkansas, to acquire at least 80 percent and 20 percent, respectively, of CB Bancorp, Inc., Conway, Arkansas, and indirectly acquire Community Financial Group, Inc., Cabot, Arkansas and its subsidiary, Community Bank, Cabot, Arkansas. Also, CB Bancorp, Inc. to become a bank holding company by acquiring 100 percent of Community Financial Group, Inc. and its subsidiary, Community Bank.* Newspaper – 09/23/2003 Fed Reg – 09/29/2003

CIC

3A1 & 3A3

Newspaper – 10/10/2003 Fed Reg – 10/14/2003

3A3

Mid-Missouri Bancshares, Inc., Springfield, Missouri, to acquire Newspaper – 10/13/2003 at least 96.3 percent of Town and Country Bank of the Ozarks, Fed Reg – 10/10/2003 Republic, Missouri.*

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type None Application

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 9 Federal Reserve Bank of Minneapolis
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type 18C & Branch Application Ending date of comment period

Peoples State Bank of Truman, Inc., Truman, Minnesota, to Newspaper – N/Avail merge with Martin County National Bank of Fairmont, Fairmont, Minnesota, and thereby establish a branch at 105 Lake Avenue, Fairmont, Minnesota.*

*Subject to the provisions of the Community Reinvestment Act.

Section II – Applications subject to both newspaper and Federal Register notice Type None Application Ending date of comment period

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type None Application

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in cons idering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number 65559 Examination date 05/19/2003 CRA public date 09/09/2003 CRA rating S Exam type LrgBk SmBk X

Institution/Location Pioneer Bank & Trust, Belle Fourche, South Dakota

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 10 Federal Reserve Bank of Kansas City
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type None Application Ending date of comment period

Section II – Applications subject to both newspaper and Federal Register notice Type None Application Ending date of comment period

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type Investment in Bank Premises Application Bank at Broadmoor, Colorado Springs, Colorado, to increase its investment in bank premises in the amount of $125,000.

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number 294359 Examination date 06/16/2003 CRA public date 09/11/2003 CRA rating S Exam type LrgBk SmBk X

Institution/Location Weleetka State Bank 102 W. 9th Weleetka, Oklahoma 74880

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 11 Federal Reserve Bank of Dallas
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type None Application Ending date of comment period

Section II – Applications subject to both newspaper and Federal Register notice Type 3(a)(1) Application Vision Bancshares, Inc., Laredo, TX, to acquire Somerset Bancshares Corporation, Inc., Somerset, TX, and Somerset National Bank, Somerset, TX* (previously reported the week ending September 6, 2003) Ending date of comment period Fed Reg – 10/06/2003 Newspaper – 10/06/2003

3(a)(3)

Sterling Bancshares, Inc., Houston, TX, to acquire South Capital Fed Reg – 10/10/2003 Group, Inc., San Antonio, TX, and Plaza Bank, San Antonio, Newspaper – 10/06/2003 TX*

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type Member Application Bevans State Bank of Menard, Menard, TX, to become a member of the Federal Reserve System

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number 643368 Examination date 06/02/2003 CRA public date 09/13/2003 CRA rating S Exam type LrgBk SmBk X

Institution/Location Citizens State Bank 112 West Highway 380 Princeton, Texas 75407

Section VI – CRA examinations scheduled for Institution None

Quarter of Location

District 12 Federal Reserve Bank of San Francisco
Applications and notifications filed during the week ending Saturday, September 13, 2003

Section I – Applications subject to newspaper notice only Type Branch and
Premises

Application North Valley Bank, Redding, California, to establish a branch facility to be located at 480 South Pioneer Avenue, Woodland, California, and to increase its investment in bank premises.* Placer Sierra Bank, Auburn, California, to establish a branch facility to be located at the corner of Blue Oaks Boulevard and Lonetree Boulevard, Rocklin, California.*

Ending date of comment period Newspaper – 08/26/2003

Branch

Newspaper – 09/19/2003

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice Type 3(a)(1) Application Ending date of comment period

Sun West Capital Corporation, Las Vegas, Nevada, to become a Newspaper – 10/02/2003 bank holding company by acquiring 100 percent of Sun West Fed Reg – 10/03/2003 Bank, Las Vegas, Nevada.*

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only Type None Application Ending date of comment period

Section IV – Applications not subject to Federal Register or newspaper notice Type 4(c)(8) Application Sinopac Bancorp, Los Angeles, California, Sinopac Holdings, Taipei, Taiwan, and Bank Sinopac, Taipei, Taiwan, to directly and indirectly acquire 100 percent of FENB Securities, Inc., Alhambra, California, and thereby engage in broker-dealer activities.

Section V – Availability of CRA public evaluations The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995. The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities. A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank. Federal bank regulators use the following performance levels to rate an institution's performance under CRA: O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance The following state member banks have been examined and their CRA public evaluations are now available. RSSD number None Examination date CRA public date CRA rating Exam type LrgBk SmBk

Institution/Location

Section VI – CRA examinations scheduled for Institution None

Quarter of Location